1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------ FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ---------- ----------- Commission File Number 0-19783 SUBURBFED FINANCIAL CORP. (Exact name of registrant as specified in its charter) Delaware 36-3796361 -------- ---------- (State or other jurisdiction I.R.S. Employer of incorporation or Identification or organization) Number 3301 W. Vollmer Road, Flossmoor, Illinois 60422 - - ------------------------------------------ ------- (Address of Principal executive offices) (Zip Code) Registrant's telephone number, including area code:(708) 333-2200 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] As of May 9, 1996, the Registrant had 1,253,269 shares of common stock issued and outstanding. 2 SUBURBFED FINANCIAL CORP. Contents PART I FINANCIAL INFORMATION Page ---- Item 1 Financial Statements Consolidated Statements of Financial Condition, March 31, 1996 (Unaudited) and December 31, 1995 1 Consolidated Statements of Income, Three Months Ended March 31, 1996 and 1995 (Unaudited) Consolidated Statements of Cash Flows, Three Months Ended March 31, 1996 and 1995 (Unaudited) 3 Notes to Consolidated Financial Statements 4-6 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 7-12 PART II OTHER INFORMATION 13-14 3 SUBURBFED FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION MARCH 31 DECEMBER 31 1996 1995 (Unaudited) ASSETS Cash and amounts due from depository institutions $2,767,682 $1,608,019 Interest-bearing deposits 6,729,528 8,911,445 Total cash and cash equivalents 9,497,210 10,519,464 Investment securities held to maturity 5,959,167 5,954,167 (Market value: 1996: $5,916,250; 1995: $5,946,875) Investment securities available for sale, at market 3,078,376 2,345,376 Investment securities held for trade 1,245,142 1,215,654 Mortgage-backed securities held to maturity 105,645,826 108,386,409 (Market value: 1996: $105,032,297; 1995: $108,276,030) Mortgage-backed securities available for sale, at market 66,240,588 77,478,970 Loans receivable 160,286,799 147,908,039 Real estate owned 0 13,597 Stock in Federal Home Loan Bank of Chicago 2,290,000 2,045,000 Office properties and equipment 4,713,085 4,835,447 Accrued interest receivable 2,148,241 2,114,963 Prepaid expenses and other assets 1,007,569 489,991 Deposit base intangible 160,389 173,284 -------------------------- Total assets 362,272,392 363,480,361 ========================== LIABILITIES AND STOCKHOLDERS' EQUITY Deposits 298,243,447 288,955,466 Federal Home Loan Bank advances 26,900,000 34,200,000 Other borrowed money 6,738,000 9,227,000 Advance payments by borrowers for taxes and insurance 2,131,763 2,387,758 Other liabilities 2,380,642 2,346,029 ------------------------- Total liabilities 336,393,852 337,116,253 Stockholders' Equity: Common stock 13,518 13,518 Additional paid-in capital 8,254,412 8,225,832 Treasury stock -1,359,250 -1,032,625 Retained earnings 19,688,064 19,371,312 Unrealized gain (loss) on securities available for sale -428,750 112,011 Common stock acquired by ESOP -237,373 -259,654 Common stock acquired by Bank Incentive Plan -52,081 -66,286 -------------------------- Total stockholders' equity 25,878,540 26,364,108 -------------------------- Total liabilities and stockholders' equity $362,272,392 $363,480,361 ========================= See notes to consolidated financial statements 1 4 SUBURBFED FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) QUARTER ENDED MARCH 31, 1996 1995 Interest income: Interest on loans $3,028,141 $2,158,730 Interest on mortgage-backed securities 2,981,802 3,234,585 Interest on investment securities 128,469 144,792 Interest on other financial assets 46,158 28,423 Dividends on FHLB stock 37,627 29,108 -------------------------- Total interest income 6,222,197 5,595,638 Interest expense: Interest on deposits 3,257,143 2,347,704 Interest on borrowed money 511,329 621,288 -------------------------- Total interest expense 3,768,472 2,968,992 -------------------------- Net interest income before provision for loan losses 2,453,725 2,626,646 Provision for loan losses 45,680 19,200 -------------------------- Net interest income after provision for loan losses 2,408,045 2,607,446 Non-interest income: Loan fees and service charges 183,461 117,839 Commission income 124,587 87,813 Gain(loss) on sale of loans and securities - net 90,749 12,146 Unrealized gain(loss) on investment and mortgage-backed securities - net -138 54,438 Deposit-related fees and other income 372,771 303,631 -------------------------- Total other income 771,430 575,867 Non-interest expense: General and administrative: Staffing costs 1,334,019 1,240,955 Advertising 57,931 73,045 Occupancy and equipment expenses 471,437 476,693 Data processing 73,703 74,751 Federal deposit insurance premiums 160,782 146,997 Other 408,594 420,574 Total general and administrative -------------------------- expenses 2,506,466 2,433,015 Amortization of deposit base intangible 12,895 14,747 -------------------------- Total non-interest expense 2,519,361 2,447,762 -------------------------- Income before income taxes 660,114 735,551 Provision for income taxes 242,500 272,000 -------------------------- Net income $417,614 $463,551 ========================== Earnings per share - primary $.32 $.34 - fully diluted $.32 $.34 Dividends declared per common share $.08 $.08 See notes to consolidated financial statements 2 5 SUBURBFED FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) THREE MONTHS ENDED MARCH 31, 1996 1995 Cash flows from operating activities: Net income $417,614 $463,551 Adjustments to reconcile net income to net cash from operating activities: Depreciation 166,400 170,598 Amortization of intangible 12,895 14,747 Amortization of cost of stock benefit plans 36,486 36,485 Amortization of discount on investment securities -5,000 -5,000 Provision for loan losses 45,680 19,200 Net gain on sale of loans and securities -90,749 -12,146 Net gain on sale of real estate owned -13,106 0 Unrealized (gain) loss on investment securities 138 -54,438 Proceeds from sales of trading account securities 0 176,265 Purchase of trading account securities -29,625 -49,027 Net change in: Accrued interest receivable -33,278 -125,291 Accrued interest payable -70,421 33,689 Deferred income -15,341 -62,134 Deferred and accrued income taxes 241,296 270,854 Other liabilities 253,375 -889,330 Prepaid expenses and other assets -498,301 641,796 ------------ ------------ Net cash flows provided by operating activities 418,063 629,819 ------------ ------------ Investing activities: Purchases of investment securities -779,625 0 Proceeds from sale of mortgage-backed securities 21,401,973 1,310,315 Proceeds from repayments of mortgage-backed securities 5,697,034 3,181,944 Purchases of mortgage-backed securities -13,890,580 -2,532,350 Purchase of Federal Home Loan Bank stock -245,000 0 Proceeds from sale of loans 2,627,516 757,757 Disbursements for loans -31,586,055 -15,269,378 Loan repayments 16,536,256 10,065,792 Proceeds from sale of real estate owned 26,703 0 Property and equipment expenditures -44,038 -923,313 ------------ ------------ Net cash flows used in investing activities -255,816 -3,409,233 ------------ ------------ Financing activities: Dividends paid on common stock -100,862 -104,068 Purchase of treasury stock -326,625 -705,875 Deposit receipts 230,965,229 203,901,907 Deposit withdrawals -224,555,280 -205,794,392 Interest credited to deposit accounts 2,878,032 2,058,852 Purchase of deposits - Hinsdale 0 2,167,763 Purchase of deposit base intangible - Hinsdale 0 -88,326 Proceeds from borrowed money 37,352,000 64,855,155 Repayment of borrowed money -47,141,000 -62,765,000 Net decrease in advance payments by borrowers for taxes and insurance -255,995 -335,904 ------------ ------------ Net cash flows provided by financing activities -1,184,501 3,190,112 ------------ ------------ Increase (Decrease) in cash and cash equivalents -1,022,254 410,698 Cash and cash equivalents at beginning of period 10,519,464 9,447,586 ------------ ------------ Cash and cash equivalents at end of period $9,497,210 $9,858,284 ============ ============ Cash paid during the period for: Interest $3,838,893 $2,935,303 Income taxes 1,204 1,146 Non cash investing activities: Loans securitized into mortgage-backed securities $0 $0 ============ ============ See notes to consolidated financial statements. 3 6 SUBURBFED FINANCIAL CORP. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note A - Statement of Information Furnished The accompanying unaudited consolidated financial statements have been prepared in accordance with Form 10-Q instructions and Article 10 of Regulation S-X, and in the opinion of management contains all adjustments (all of which are normal and recurring in nature) necessary to present fairly the financial position as of March 31, 1996, the results of operations for the three months ended March 31, 1996 and 1995 and cash flows for the three months ended March 31, 1996 and 1995. These results have been determined on the basis of generally accepted accounting principles. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The attached consolidated statements are those of SuburbFed Financial Corp. (the "Company") and its consolidated subsidiaries Suburban Federal Savings, a Federal Savings Bank (the "Bank"); the Bank's wholly owned subsidiaries, Suburban Mortgage Services, Inc. and South Suburban Securities Corporation; and the wholly owned subsidiary of South Suburban Securities Corporation, Suburban Insurance Resources Agency, Inc. The results of operations for the three month period ended March 31, 1996 is not necessarily indicative of the results to be expected for the full year. Note B - Stock Conversion On September 12, 1991 the Board of Directors of Suburban Federal approved a plan to convert from a federally chartered mutual association to a federally chartered stock savings bank. The stock conversion plan included, as part of the conversion, the concurrent formation of a holding company. The stock offering of the Bank's parent, SuburbFed Financial Corp. (the "Company") was closed on March 3, 1992 with the sale of 891,250 shares at $10.00 per share. The Company purchased all the shares of stock of the Bank for $4,023,750 upon completion of its stock offering. Note C - Earnings Per Share Earnings per share of common stock for the three month periods ended March 31, 1996 and 1995 have been determined by dividing net income for the period by the weighted average number of shares of common stock and common stock equivalents outstanding after consideration of the 3 for 2 stock split completed November 3, 1995. Stock options are regarded as common stock equivalents 4 7 and are therefore considered in both the primary and fully diluted earnings per share calculations. Common stock equivalents are computed using the treasury stock method. Note D - Dividend Declaration The Company declared a dividend of $.08 per share, representing its sixteenth consecutive quarterly dividend payable April 15, 1996 to shareholders of record April 1, 1996. The dividend, totaling $100,862, has been recorded as of March 31, 1996 as a reduction of retained earnings in the accompanying consolidated statement of financial condition. Note E - Disparity in Insurance and Special Assessment Federal law requires that the Federal Deposit Insurance Corporation ("FDIC") maintain the reserve level of each of the Savings Association Insurance Fund ("SAIF") and the Bank Insurance Fund ("BIF") at 1.25% of insured deposits. Reserves are funded through payments by insured institutions of insurance premiums. On November 14, 1995, due to the BIF reaching the required reserve level, the FDIC reduced the insurance premiums for members of BIF to a range of between 0.00% and 0.27% of deposits, subject to the statutory requirement that all institutions pay at least $2,000 annually for FDIC insurance, while maintaining the current range of between 0.23% and 0.31% of deposits for members of SAIF. The FDIC is required to set insurance premiums independently for members of BIF and SAIF. A disparity in insurance premiums between those required for SAIF members, such as the Bank, and BIF members could allow BIF members to attract and retain deposits at a lower effective cost than that of SAIF members. In the event BIF members in the Bank's market area, as a result of the reduction in insurance premiums, increase the interest rates paid on deposits, this could put competitive pressure on the Bank to raise the interest rates paid on deposits thus increasing its cost of funds and possibly reducing net interest income. An increase in interest expense would also impair the Bank's ability to maintain low operating costs. The resultant competitive disadvantage could result in the Bank losing deposits to BIF members who have a lower cost of funds and are therefore able to pay higher rates of interest on deposits. Although the Bank has other sources of funds, these other sources may have higher costs than those of deposits, resulting in lower net yields on loans originated using such funds. However, because of possible regulatory or policy changes, there can be no assurance that upon SAIF reaching its required reserve level that deposit insurance premiums for SAIF members will be reduced, or, if reduced, to what extent such premiums will be reduced. Several alternatives to mitigate the effect of the BIF/SAIF insurance premium disparity are currently under consideration by the U.S. Congress. One plan that has gained the support of several sponsors would require all SAIF member institutions, 5 8 including the Bank, to pay a one-time fee of approximately 0.80% to 0.90% of insured deposits ($0.80 to $0.90 for every $100 of deposits) on the amount of deposits held by the member institution to recapitalize the SAIF. If this proposal is enacted by Congress, the effect would be to immediately reduce the capital of SAIF-member institutions by the amount of the fee, and such amount would be immediately charged to earnings. If an 80 basis point (0.80%) assessment was effected, based on deposits as of March 31, 1995 (as proposed), the Bank's pro rata share would amount to approximately $2,072,000, before taxes. If the Bank is required to pay the proposed special assessment, future deposit insurance premiums may be reduced from 0.23% to approximately 0.00% (subject to the statutory requirement that all institutions pay at least $2,000 annually for FDIC insurance). Based upon the Bank's deposits as of March 31, 1996, the Bank's annual deposit insurance expense would decrease by approximately $420,000 per year after taxes. Management of the Bank is unable to predict whether this proposal or any similar proposal will be enacted or whether ongoing SAIF premiums will be reduced to a level comparable to that of BIF premiums. 6 9 SUBURBFED FINANCIAL CORP. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FINANCIAL CONDITION During the three month period ended March 31, 1996, total assets of the Company decreased by $1.2 million. This decrease is primarily attributable to the repayment of $9.8 million of borrowed money offset by $9.3 million of deposit growth. Mortgage-backed securities declined by $14.0 million while loans receivable grew $12.4 million. The strategy of increasing loan originations, which began in 1995, continued during the first quarter of 1996 and will be pursued for the remainder of the year. The 1996 increase in loans receivable was primarily a result of increased loan originations, offset by the sale of $2.6 million of fixed rate loans to the Federal National Mortgage Association. Principal repayments on loans during the three months ended March 31, 1996 amounted to $16.5 million as compared to $10.1 million for the same period last year. The Company disbursed $31.6 million of loans during the three month period ended March 31, 1996 as compared to $15.3 million for the same quarter in 1995. Mortgage-backed securities held to maturity decreased $2.7 million during the most recent three month period due to the purchase of only $1.7 million during the quarter compared to MBS repayments of $4.4 million. Pursuant to the Company's asset/liability management strategy, the Company's purchases carried adjustable interest rates or had short effective terms (2 to 5 year average lives). Mortgage-backed securities available for sale decreased $11.2 million during the most recent quarter due to sales of $21.4 million, repayments of $1.2 million and a market value adjustment of $771,000 offset by purchases of $12.2 million. A restructuring transaction involving the sale and reinvestment of $12 million was completed during the quarter which shortened the average life of the portfolio, maintained the yield and realized a gain of $62,000. During the comparable 1995 period, mortgage-backed securities available for sale decreased $325,000 due to repayments of $1.6 million and sales of $188,000 offset by a positive market value adjustment of $1.5 million. The level of savings deposits is affected primarily by interest rates, the total amount of funds consumers elect to save, and competition for savings from alternative investments in the marketplace. Total savings deposit 7 10 accounts increased $9.3 million from $288.9 million on December 31, 1995 to $298.2 million on March 31, 1996. The Company experienced a net deposit inflow of $6.4 million for the three month period ended March 31, 1996 (before interest credited), as compared to an increase of $175,000 (before interest credited) for the three month period ended March 31, 1995, which included the purchase of the Hinsdale branch with $2.1 in deposits. Interest credited was $2.9 million and $2.1 million for the three months ended March 31, 1996 and 1995, respectively. During 1996, the Company decreased Federal Home Loan Bank advances by $7.3 million and other borrowed money by $2.5 million as funding needs were met with deposit growth. Stockholders' equity decreased $486,000 during the three month period ended March 31, 1996 due to the increase in unrealized losses on securities available for sale of $541,000, the repurchase of 19,500 shares of stock for $327,000 and dividends paid of $101,000 all of which was partially offset by earnings of $418,000. LIQUIDITY AND CAPITAL RESOURCES The Company's principal sources of funds are deposits from customers into interest bearing accounts, scheduled monthly repayments and prepayments of principal and interest on loans and mortgage-backed securities, and borrowings. Other potential sources of funds available to the Company include borrowings from the Federal Home Loan Bank of Chicago. While scheduled loan and mortgage-backed security payments are relatively predictable sources of funds, the actual mix and amounts of funds from these sources are directly affected by general interest rates, economic conditions and competition. The primary business activity of the Company, that of making conventional mortgage loans on residential housing, is likewise affected by economic conditions. Current Office of Thrift Supervision regulations require the Bank to maintain cash and eligible investments in an amount equal to at least 5% of customer accounts and short-term borrowings to assure its ability to meet demands for withdrawals and repayment of short-term borrowings. The Bank's average daily liquidity ratio for the three-month period ending March 31, 1996 ranged from 5.8% to 7.7%, and it was 5.9% at March 31, 1996. The Bank's daily liquidity ratio at December 31, 1995 was 6.8%. Liquid assets have been maintained at a level above regulatory minimums. The Company uses its capital resources principally to meet its ongoing commitments to fund maturing certificates of deposits and deposit withdrawals, repay borrowings, fund existing and continuing loan commitments, maintain its liquidity and meet operating expenses. As of March 31, 1996, 8 11 the Company had approximately $22.8 million in outstanding commitments to originate mortgage loans. The Company considers it liquidity and capital resources to be adequate to meet its foreseeable short and long-term needs. The Company expects to be able to fund or refinance, on a timely basis, its material commitments and long-term liabilities. On December 7, 1989, new capital standards were imposed on the thrift industry as a result of the Financial Institutions Reform, Recovery and Enforcement Act ("FIRREA"). Regulatory standards impose the following capital requirements: a risk-based capital standard expressed as a percent of risk-adjusted assets, a leverage ratio of core capital to total adjusted assets, and a tangible capital ratio expressed as a percent of total adjusted assets. As of March 31, 1996, the Bank exceeded all regulatory capital standards. At March 31, 1996, the Bank's tangible capital was $22.6 million or 6.3% of adjusted total assets, which is in excess of the current 1.5% requirement by $17.2 million. In addition, at March 31, 1996, the Bank had core capital of $22.7 million or 6.3% of adjusted total assets, which exceeds the current 3.0% requirement by $11.9 million. The Bank had risk-based capital of $23.0 million at March 31, 1996, or 14.8% of risk-adjusted assets which exceeds the 8.0% risk-based capital requirement by $10.5 million. ANALYSIS OF OPERATIONS Net income for the three month periods ended March 31, 1996 and 1995 were $418,000 and $464,000, respectively. This decrease is primarily attributable to decline in the net interest income of $173,000 as a result of the decline in net interest margin. Net interest margin decreased from 3.34% for the three months ended March 31, 1995 to 2.79% for the three months ended March 31, 1996. Interest income on loans and mortgage-backed securities for the three month period ended March 31, 1996 increased $617,000 from the same period in 1995. This increase resulted primarily from the effect of the increase of $37.3 million in average loans and mortgage-backed securities. Interest expense on deposits increased by $909,000 for the three month period ended March 31, 1996 from the prior year level. The additional expense resulted from the increase in the average cost of deposits from 3.66% for the three month period ended March 31, 1995 to 4.43% for the 1996 period plus the increased cost incurred from the increase in average deposit account balances of $37.3 million for the three month period ended March 31, 1996 from the prior year level. Interest expense on borrowed money decreased $110,000 for the quarter ended March 31, 1996 from the same period in 1995. 9 12 This decrease is primarily attributable to a decrease of $5.6 million in the average outstanding balance of borrowed money for the three month period ended March 31, 1996 as compared to the same period in 1995. Management establishes specific reserves for estimated losses on loans when it determines that losses are anticipated on these loans. The Company calculates any allowance for possible loan losses based upon its ongoing evaluation of pertinent factors underlying the types and quality of its loans. These factors include but are not limited to current and anticipated economic conditions, historical loan loss experience, a detailed analysis of individual loans for which full collectability may not be assured, a determination of the existence and realizable value of the underlying collateral, the ability of the borrower to repay and the guarantees securing such loans. Management, as a result of this review process, recorded provisions for loan losses in the amount of $46,000 for the three month period ended March 31, 1996 as compared to $19,000 for the three month period ended March 31, 1995. The Company's general loan loss reserve balance as of March 31, 1996 was $630,000. The December 31, 1995 general loan loss reserve balance was $611,000. Net charge-offs for the 1996 period were $3,000 as compared to $8,000 in 1995. Total nonperforming assets as of March 31, 1996 were $910,000 or 0.25% of total assets. Loan fees and service charges increased $66,000 due to an increase in the number of loans originated during the three month period ended March 31, 1996, as compared to the same period in 1995. Deposit-related fees and other income for the three month period ended March 31, 1996 increased $69,000 from the 1995 period primarily as a result of increases in the number of transaction accounts and the periodic review and adjustment of deposit fees. Commission income for the three months ended March 31, 1996 from the sale of insurance products and mutual funds increased $37,000, from the comparable 1995 period, as sales volumes increased. Gains on sale of loans and securities were $91,000 for the three month period ended March 31, 1996 as compared to $67,000 for the comparable 1995 period. Total general and administrative expense increased $73,000 during the three month period ended March 31, 1996, primarily as a result of the additional costs involved in operating and promoting the new Hinsdale branch office which was purchased in February, 1995. The provision for income taxes decreased due to decreased earnings. The effective tax rates, however, declined to 36.7% for the three months ended March 31, 1996 from 37.0% for the three month periods ended March 31, 1995 primarily because a higher percentage of the 1996 income was subject to the dividends received deduction. 10 13 IMPACT OF THE NEW ACCOUNTING STANDARDS ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS. Statement of Financial Accounting Standards No. 121 ("SFAS 121"), "Accounting for the Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed of," is effective for fiscal years beginning after December 15, 1995. The statement requires that long-lived assets and certain identifiable intangibles to be held and used by an entity be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss is recognized if the sum of the expected future cash flows is less than the carrying amount of the asset. The adoption of SFAS 121 does not have a material impact on the Company's consolidated financial position or results of operations. ACCOUNTING FOR STOCK-BASED COMPENSATION. In October, 1995 the FASB issued Statement of Financial Accounting Standards No. 123 ("SFAS 123"), "Accounting for Stock-Based Compensation." This statement establishes a value-based method of accounting for stock options which encourages employers to account for stock compensation awards based on their fair value at the date the awards are granted. The resulting compensation award would be shown as an expense on the income statement. SFAS 123 also permits entities to continue to use the intrinsic value method contained in Accounting Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees," (the "APB Opinion No. 25 Method"), allowing them to continue to apply current accounting requirements, which generally result in no compensation cost for most fixed stock-option plans. If the intrinsic value method is retained, SFAS 123 requires significantly expanded disclosures, including disclosure of the pro forma amount of net income and earnings per share as if the fair value-based method were used to account for stock based compensation. SFAS 123 is effective for fiscal years beginning after December 15, 1995, however, employers will be required to include in that year's financial statements, information about options granted in 1995. The Company has determined that it will continue to apply the APB Opinion No. 25 Method in preparing its consolidated financial statements. The foregoing does not constitute a comprehensive summary of all material changes or developments affecting the manner in which the Bank keeps its books and records and performs it financial accounting responsibilities. It is intended only as a summary of some of the recent pronouncements made by the FASB which are of particular interest to financial institutions. 11 14 RECENT DEVELOPMENTS On October 24, 1995, the Company announced that its Board of Directors had authorized a second stock repurchase program which allows the Company to repurchase up to 4.9% (62,925 shares) of the common stock outstanding over the next twelve months in open market transactions. As of May 9, 1996, the Company had purchased 31,907 shares. 12 15 SUBURBFED FINANCIAL CORP. PART II OTHER INFORMATION Item 1. Legal Proceedings From time to time, the Bank is a party to legal proceedings in the ordinary course of business, wherein it enforces its security interest. The Company and the Bank are not engaged in any legal proceedings of a material nature at the present time. Item 2. Changes in Securities Not Applicable Item 3. Defaults Upon Senior Securities Not Applicable Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Computation of earnings per share (Exhibit 11 filed herewith.) (b) Not applicable 13 16 SIGNATURES Pursuant to the requirements of Section 13 or 15 (d) of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. SUBURBFED FINANCIAL CORP ------------------------ Registrant DATE: May 9, 1996 BY:(s) ------------------------------------------ Daniel P. Ryan President and Chief Executive Officer DATE: May 9, 1996 BY:(s) ------------------------------------------ Steven E. Stock Senior Vice President Chief Financial and Accounting Officer 14